With Great Power: Sons of Liberty
by Tork
Summary: Spider-Man and the new Captain America team up to fight evil as Peter has questions regarding his parents.


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Previously on Spider-Man: With Great Power…

Since the death of Peter Parker's dear old Aunt May, the wall-crawler's life has gone through a series of twists and turns. Hoping to cash in on his favor with the mad Norse God Loki, Spider-Man hoped to use the trickster to protect his dear wife from the demonic Mephisto, though Loki ending living up to his (or is it "her" now?) name and place the defense spell on our hero himself. However, Dr. Strange proceeded to place many and various binding spells around Mary Jane, ostensibly putting the matter to rest.

The red and blue clad superhero, however, would next find a whole new problem when Norman Osborn once more decided to place Spider-Man in his sights again, this time using political office to make his old nemesis endure the wrath of the Green Goblin. Using his own son's former brother-in-law, Mark "the Molten Man" Raxton, the sadistic Osborn framed Spider-Man for a horrid tragedy. Despite Peter renewing a distant and (somewhat uneasy) partnership with Tony Stark (aka the invincible Iron Man), the new Director of SHIELD was unable to convince the Commission on Super-Human Activities of the Web-Head's innocence, what little evidence he had illegally obtained through the spying Black Cat.

With the US Government renewing their commitment to see arrested and the Devil Himself still gunning for his wife's head on a plate, the Amazing Spider-Man is about to get another twist thrown at his life…

"Are you sure you can't hocus pocus all these boxes into here?"

Dr. Strange held his hands in an exasperated manner, rubbing his temples and looking whatever thread of patience Peter Parker hadn't dried up by this point.

"Magic doesn't work that way, Peter… I've told you that about twelve times over the last hour…", Strange mentioned.

Holding a box bigger than the Rhino's hind end (which the criminal underworld would tell you is of legendary proportions), Peter struggled to squeeze it through the door pointing out, "So, you're telling me that you can invade people's dreams, battle demons of realms unfathomable, and waltz through the Astral Plane like I could Central Park… but teleporting boxes in an apartment is out of your range of abilities?"

"Tell you what, Pete…", Strange said, "…when I stumble upon 'Magic Box Moving Incantation of Wattomb', you'll be the first to know."

Peter finally shoved the oversized box through the door, dropping it to his feet and saying, "You're just saying that to get out of helping me move, aren't you?"

Strange gave a light shrug, "Pretty much."

"Tiger…" a certain red-haired spouse yelled from the kitchen, "…leave the Sorcerer Supreme alone. He's already done enough with the defense incantations. Besides, you can lift 10 tons… don't tell me those widdle boxes are too heavy for the big bad Spider-Man."

"Well, no…" the ego-bruised super hero commented, "… it's just that…"

Realizing this was one battle he couldn't win if he had the Infinity Gauntlet, a Cosmic Cube the size of the Rhino's posterior, and the Wellspring of Power at his disposal, Peter just went back downstairs to grab the rest of the boxes, mumbling, "Stupid boxes…" before disappearing from view.

MJ gave a light smile before entering the living room and facing the red robed magician she had come to see as a protector and friend.

"I really can't thank you enough for this, Stephen. Peter and I are eternally in your debt."

Dr. Strange threw his hands at face level, palms directed at his gorgeous company, saying, "Think nothing of it. You do Peter a world of good, who by extension, then does the world a world of good. You two are among some of the few decent people in this world today."

MJ replied with a "Thank you" before adding, "and tell Danny thanks for letting us use this apartment. We really appreciate it."

"I'm sure he's just as honored to help fine people like yourself in time in need… however I must depart from your wonderful presence. Demons, deities, and evil sorcerers don't capture themselves, you know. Give Peter my best." Dr. Strange commented as the green mist that would signal his disappearing act rose and took the good doctor away as the front door swung open with an ashen Peter facing his dear wife. Grasping in his hand was Aunt May's old photo book, with Peter's finger marking the place of a very important part of that book: his parents.

"MJ... there's something you have to see here…"

On the other side of town, words of flame and vitriol were being unleashed upon a man not accustomed to such wrath.

"How could you be so stupid, Aleksander? I would never in a million years have been this careless."

"Be quiet!" General Lukin shot back at his antagonist. "I have neither the time or the inclination to explain myself to you!"

"You do when MY reputation and MY plans is on the line!" the mysterious adversary retorted.

Lukin gave the man pestering a good, hard glare in the eyes. Anyone witnessing the transaction between the two would have understood fully the rage and rivalry between the pair where it not for one thing. Lukin was looking at a mirror. His critic was the man inside his head, the Red Skull.

"Who is this… Yuri Beresch, Lukin?" the Nazi terrorist asked, " Former friend of yours?"

"Of a kind," the former Soviet general responded. "He was my contact to getting much of my buyers when my country fell. A made _Vor._ He's very up in the _Brata_. I used him to find people to sell my caches to in order to build Kronas."

"Your trust appears to have been misplaced, Herr General." The Skull responded. "Faustus tells me that this Bersech was captured by SHIELD. He's going to sell us to the US Government to stay out of the gas chamber. Once again, Alek, I have to clean up your mess."

The general snorted. "With who? That psychotic spawn of yours and her snake-obsessed button men? Perhaps, you'd like to use that brutish hillbilly you laughingly call a right hand? Or do you have some other henchmen that can lead every agent and superhero is this horrid country right to our doorstep, Johann?"

"Do you have any other ideas on how to solve this mess?" the voice inside Lukin's head asked.

Lukin gave a slight grin. "Of course, Skull. Were we to send in your little fascist militia, it would give no doubt that you and I are linked. However, if someone else… perhaps another Russian… got rid of him who was untraceable to us, the agents might as well think the Redfellas did it. We'd be as clear as possible at this point. By the time the Americans could make the connection, they'd already be dust in the wind.

"Satisfactory plan, Aleksander." The murderer commented, "However, I must ask, who would be doing the job exactly?"

"Let me worry about that, Schmidt." Lukin replied, "I have a couple of old favors to call in."

Meanwhile, across the city, a phone blared to life as its owner anxiously picked up the receiver.

"Yes, Jarvis," the bewildered Parker said in the corner of his new kitchen with the white plastic tucked to his ear, "what do you have for me?"

"Yes, well…" the old English butler responded on the other end, "…your suspicions were correct. The picture you faxed me, the man behind your parents is definitely the Winter Soldier."

Peter's mind was racing in a thousand directions. Why was the Winter Soldier in this picture? Did he know his parents? What did he know? Was he tailing them? Was it something worse than that? He was a high ranking assassin for the Soviet Union and his parents were high-profile double agents working for the CIA. Is it possible that he had a hand in their deaths? Peter had to know.

"Jarvis, where can I reach Tony? I need to find this guy." Peter panted into the receiver.

"I'm sorry, Peter." Jarvis responded, "Tony's in Nebraska now and he's gone dark. I couldn't reach him if I tried. However, I can tell that Blake Tower's office is currently holding a man named Yuri Beresch. I can't tell what the specifics are but I can tell you this: the man you seek will almost certainly be there in the shadows somewhere."

"Thanks, Jarvis… I really appreciate this." Peter said.

"One thing though, Peter..." said the old caretaker of the Avengers, "there's something you should know about the… mantle he's currently holding…"

The next few words hit the Wall-Crawler like a jackhammer. It just couldn't be true. It just couldn't in a millennium.

"He's the new WHAT?"

Some time later, in the square of town where Beresch was held for the time, a dark figure squatted in the shadows high above.

The blue armor shined in the moonlight as the former assassin stood crouched down on the building across the street, sniper rifle in hand, ready for anything.

"I can't believe I didn't insist this stupid suit have a lesser shine to it," the former Winter Soldier thought to himself, "I might as well be wearing neon pink and a big glowing sign saying "Come shoot the big illegal superhero."

His eye was trained on the front entrance, waiting for the SHIELD agents to come out to take Bersech to the Helicarrier. Once the Redfella was there, Dr. Doom himself couldn't take him out. They'd be enough evidence to shut down Kronas' operations. The Skull's plans would be crippled. Bucky was there to ensure nobody laid a finger on Beresch until he got to the safe point. His eyes were focused on nearly every possible way an ambush could come. Almost.

"Nice night for a stroll, a little moonlight, commit a heinous act of terrorism that could break the back of the world's strongest nation in two."

Bucky swung his gun to the sound of the voice: Spider-Man stuck firmly to the side of the giant cooling duct fan right behind the new Sentinel of Liberty.

With his rifle trained on the other red and blue hero, Bucky demanded answers. "What are you doing here?"

Spider-Man replied without hesitation. "You have information I want. Information that is very near and dear to my heart and if I could get it out of you without breaking your face in, it'd be much appreciated, Tinkerbell."

Bucky started to be annoyed. "Get out of here, kid. This isn't the time or place for this crap."

Spider-Man remained undeterred. "Richard and Mary Parker… how do you know about them?"

"Traitors to the Soviets. Died in a plane crash. What's to know?" the former Soviet responded.

"WRONG!" Spider-Man snapped back in his best Kevin Spacey. "I happen to know otherwise. They were double agents. Russia wanted them dead and their greatest hitman, the one they would undoubtedly send for such a sensitive assignment… was YOU."

Bucky wasn't too happy at the insinuation. "Are you saying I killed them?"

Spider-Man didn't miss a beat, "That does seem to be the sixty-four dollar question, Sunshine."

"What does it matter to you if I—" Bucky began to say before remembering a certain press conference from a handful of months ago. "Peter Park—your parents? The Parkers were your parents?"

Before he could respond, the two were rocked by a large flash and a loud bang. The two both instinctively snapped their head to the building entrance below where a large flashbang grenade had been set off.

The two could hear gunshots below as one SHIELD agent emerged from the smoke, firing at the other agents. It didn't take long to notice that the agent seemed usually pale… and had no face. It was the Chameleon, sent by Lukin to kill Beresch. As the smoke began to dissipate, the two heroes noticed a horrid scene amidst the white fog: Yuri Beresch lied bleeding from the chest on the cld asphalt. A crowd began to arise. It was clear a shape-shifter like Dmitri Smerdyakov was long gone from the scene. He would have been untraceable from the crowd now.

As Spider-Man saw the Russian gangster dying in the street, his companion turned to tell him the situation. "This man, Beresch, he had information that can be used to stop madmen. He has something we can take to end the insanity and destruction that has plagued this country over the last week. With the intell, this man has, I can make the men who killed the REAL Captain America pay. I was here to protect him. From what I can tell, that man won't die if he gets medical treatment, but there's no way he'll make it by the time the ambulances get here. He'll bleed out unless…"

Bucky didn't even need to finish before thoughts of power and responsibility danced in Peter's head. "Alright, I'll in. But we got to work fast and we got to get some help. If I know Dmitri and I'd like to think I do, he'll be back to finish the job. We need help, preferably the kind with big guns and won't get arrested for saving a kitty in a tree while wearing spandex. Yeah… that'd be nice."

Bucky gave a small smile. "You just grab the guy and get him to the hospital. I know just the person to call…"

A hour later, after Beresch had stabilized in surgery, Spider-Man and Bucky got their answer:

"You have got to be kidding me…"

The crimson-haired super spy known as the Black Widow stood upon the cold and windy roof of the hospitial, incredulous at the prospect of what these two renegade heroes were asking of her.

"This is no joke, Natalia…" Bucky responded, "…trust me when I say Lukin won't rest until Beresch is dead. He's already wounded and the Chameleon is still out there. He'll come back and he'll not stop until this man is dead and our only avenue of stopping the Skull dies with him."

Spider-Man interjected, "Listen, Natasha, I know technically, we're on opposite sides of the fence here, but you need to understand that Tony would want you to help us right now. We need your help here."

Natasha gave a long pause before sighing and consenting to the two's requests. "What exactly is the plan here?"

"We need to get to that convoy. And we need to be on without every agent within throwing distance to shooting at us. You got any ideas?"

"I might…"

A few moments later...

"This isn't a plan…" Spider-Man responded, "this is a conspiracy to make me look like an idiot."

"Shut up, Parker." Natasha shot back. "You have any better ideas on how to do this, you should have told me before I commanded three of our best to drop trou and give us this opportunity to get on board."

"Of your best?" Spider-Man said incredulously. "They're just lame copycats of me! LITERALLY!"

"Oh, be quiet, Parker. Just put on the stupid armor." Bucky shot back.

"Oh, easy for you to say!" Peter responded, "this armor is the bane of my existence!"

"You don't think you're being a tad melodramatic?" the Widow told the Web-Slinger.

"No, I just-- I mean—" Peter tried to sputter out before realizing this was better he'd never win.

Grasping the red and gold armor he had been, until recently, the owner of, Spider-Man slinked behind the large fan next to him to change.

"Why is it that I never win an argument with a hot redhead… stupid consistency of failure…"

Moments later, the roof was filled to the brim with agents as the troops were attempting to load the still weak Beresch onto the transport chopper to take to the Helicarrier.

"I still say this is a bad idea." Spider-Man commented, hidden by the guise of the Red Team's wardrobe.

"Yes, you've made that very clear, Web head." Bucky responded in likewise camouflage. "Now be quiet or I'll—"

A bright light hit the roof as concrete and metal splintered everywhere. The three heroes could see at least three-fourths of the troops lay out cold as a green-plated armored assailant arose to claim his kill.

"Step aside" the Titanium Man told the three ersatz Scarlet Spiders, "and I swear you will still look recognizable to your loved ones."

Without missing a step, Natasha swung around and in the most manly voice possible, yelled to the surviving agents, "Take off! Get the objective to base! We will take care of this! All of you go!"

As the agents scrambled to make it into the chopper with Beresch in tow, Spider-Man's senses went off like wildfire. He felt his instincts forcing him to aim his hand at one of the agents and let the webs fly.

"Except you, Sparky! No fly for you!" was shouted as the agent hit the floor in a mass of steel-strong silk. Soon the features on the agent's face faded as the Wall-Crawler's premonition came true: it was the Chameleon.

Before we could come closer, the ground in front of him rattled and moved as another repulsor blast from the Titanium Man's blasts once again hit the roof.

Out of the corner of Spider-Man's eye, he could hear the pings and see the sparks as bullets from the still red and gold-clad Bucky took one of the downed soldiers' rifles and put it to good use. Alas, the hot wads of lead only served to scuff the Soviet warrior's armor.

"You think those bullets can hurt me, Captain? You are a fool." Boris Bullski said with a taint of arrogance as Natasha jumped behind him, the spider-armor's four, lanky arms sprung out in attack formation. Latching on to the seams of Bullski's armor, the Black Widow began to dig into the Titanium armor with some titanium of her own.

Spider-Man only witnessed for a few more seconds before his Spider-Sense jerked his entire body to the left, just enough to see the short sword of his old adversary graze by his shoulder. He tilted his body downwards for a sweeping maneuver that left the Chameleon smashed to the floor.

Spider-Man wasn't "Are you serious here? You're going to try to ninja me to death? Your schtick is stealth, amigo, but ninja? Man, what is the world coming to when EVERYbody thinks they can ninja people to death. Everywhere I go, I got ninja, ninja, ninja!"

However, without notice, bullets came whizzing past the hero's head as Dmitri fires a concealed pistol at the Wall-Crawler to buy him the time to get back up. With sword in hand, the Chameleon hacked and slashed at the Web-Slinger, getting cuts here and there, but nothing major.

Spider-Man was undeterred. "Oh, come on, it's left, dodge, parry, thrust, something, and then you bend your beak in half. You're messing with the classics, dude. YOU DON'T MESS WITH THE CLASSICS!"

Parker saw that the Chameleon was going for his back pocket. Instinctively, before even seeing the grenade, he yelled to Bucky and Natasha "Heads up!" before eyeing the bomb and snatching from the assassin's grasp.

With a form that would make Nolan Ryan proud, Spider-Man, in one movement, slammed his elbow into the face of the Chameleon and then proceeded to fling the device into the Titanium Man's chest. The resultant explosion tore through Bullski's already compromised armor and left only scraps and bruised and bloodied Titanium Man in its wake, not so titanium anymore.

"So…" Peter quipped, "…who's up for a midnight run to Jack in the Box?"

After all was said and done, Bucky and Spider-Man went to a nice all-night diner as James Barnes and Peter Parker and had a good long talk. James talked about the Parkers. He talked about how he first met them through Vasily Karpov and Albert Malik, during a short alliance to "crush" Captain America, then Jeffery Mace. He knew right away these people weren't traitors. They were too nice, too moral, too principled. The Winter Soldier knew them well over the span of a couple weeks. He admired them. He admired their inner strength in the wake of chaos. He admired their complete and utter adoration for their young boy and their overwhelming desire to make a better world for him to live in.

When he got the orders to exterminate them, he quickly let them know and helped them escape. He had killed before. He had assassinated corrupt capitalist businessmen, unscrupulous politicians, murderous paramilitaries, lowly spies, and cowardly traitors. However, he couldn't harm them. Never them. The only decent and just people he could ever remember in this whole heartless world? No. He helped them. They got them to the plane. He made sure nobody stopped them at customs. It was for naught, however. They still died by his fellow associate code-named "the Finisher". Nevertheless, he always remembered them: the last good people in a cruel world. Until now, anyway, he thought.

Slapping down the money to pay for the meal, Peter began to depart before stopped by the former Russian hitman.

"Just so you know, your parents wouldn't have been prouder of you."

A little mist hit the hero's eye before he brushed it away.

"Thanks. Cap would be of you, too, right now."

Bucky tilted his head own slightly and responded with "Yeah… take care."

With that, the two heroes departed, content in making the world a little bit better that day.


End file.
